Choosing the Best Business Structure
Choosing the Best Business Structure Lesson Goals: • Learn the importance of a legal structure • Discuss four basic forms of business structures
Choosing the Best Business Structure Choosing the Legal Structure of Your Business • • Sole Proprietorship Partnership Limited Liability Company Corporation
Choosing the Best Business Structure Questions You Should Ask • How easy is it to set up and operate? • What are the tax advantages and disadvantages? • What are your potential legal liabilities? • What happens to the business if you should die? • How easy will it be to liquidate the business?
Choosing the Best Business Structure Choice based on: Less Commonly Considered Concerns • Raising Money • Regulations – Ongoing Operation • Continuity • Flexibility • Record Keeping
Choosing the Best Business Structure Sole Proprietorship Definition A sole proprietorship is a business owned and operated by one person for profit.
Choosing the Best Business Structure Sole Proprietorship Characteristics • • • Easiest form of business to set up and operate Profits are taxed only once Unlimited legal liabilities Business ends with death of owner Easy to liquidate
Choosing the Best Business Structure Formation of Sole Proprietorship Easiest Form of Business to Set Up and Operate • No formal process. • Obtain all necessary federal, state, and local licenses and permits. • Register Assumed Name Certificate (if necessary). • Obtain Employer Identification Number (if necessary).
Choosing the Best Business Structure Types of Partnerships General Partnerships Limited Partnership
Choosing the Best Business Structure General Partnership Definition A partnership is any two or more individuals who contribute money, labor, and skill to a business, and who share in its profits, losses, and management.
Choosing the Best Business Structure Limited Partnership Definition A limited partnership has one or more partners who have limited liability and no rights of management.
Choosing the Best Business Structure Partnerships Characteristics Legal liability Easy to set up and operate Profits are taxed once Terminates upon death or withdrawal of partner, unless there is a partnership agreement to the contrary • Unlimited for general partners • Limited for limited partners Easy to liquidate
Choosing the Best Business Structure Formation of General Partnership Easy to Set Up and Operate • No formal process required. • Obtain Employer Identification Number. • Obtain all necessary federal, state, and local licenses and permits. • Register Assumed Name Certificate, if necessary. • Partnership Agreement (optional, but highly recommended).
Choosing the Best Business Structure • • Formation of Limited Partnership File Certificate of Limited Partnership with Secretary of State or other appropriate agency. Name must contain the words “Limited Partnership. ” A written partnership agreement is required. Maintain certain records as required by state law.
Choosing the Best Business Structure Limited Liability Company Definition • Created by state law • Cross between a partnership and a corporation, with mostly partnership characteristics • Tax advantages of a partnership • Limited liability of a corporation
Choosing the Best Business Structure Limited Liability Company Characteristics • Profits are taxed once • Limited legal liability • Business may or may not terminate upon death or withdrawal of member, depending upon operating agreement • Moderately easy to liquidate • Moderately easy to set up and operate. Some formalities are required
Choosing the Best Business Structure • • • Formation of LLC Acquire all the necessary licenses and permits. File articles of organization with the Secretary of State. Pay filing fees. Prepare and adopt operating agreement. File all necessary reports with the Secretary of State.
Choosing the Best Business Structure Corporation Definition Formed under state or federal law. Legally treated as an artificial person, distinct from the individuals who own it.
Choosing the Best Business Structure Organization of Corporation Corporate Structure • Shareholders own the corporation through stock ownership. • Shareholders elect the Board of Directors • Board sets corporate policy. • Board elects corporate officers who run the day-to -day operation.
Choosing the Best Business Structure Corporations Types C Corporation S Corporation Professional Corporation
Choosing the Best Business Structure Corporations Characteristics • The most complex form of business to set up and operate • Profits may be subject to double taxation • Limited legal liability • Business continues after death of owner(s) • Difficult and expensive to liquidate
Choosing the Best Business Structure Formation of Corporation Most Complex Form of Business to Set Up and Operate • File Articles of Incorporation with the Secretary of State. • Pay filing and license fees. • Prepare and adopt bylaws. • Obtain corporate minute book, corporate seal, stock certificates, and other desired supplies. • Follow corporate formalities.
Скачать презентацию Choosing the Best Business Structure Choosing the
e1fef000248d64121e09dac530be4aa9.ppt